Kaposi's sarcoma (KS), caused by the Kaposi's sarcoma-associated herpes virus (KSHV), is a major cancer associated with AIDS and a global health challenge. The tumor is characterized by intense angiogenesis and the proliferation of spindle cells that can affect the skin, mucosa and viscera, causing significant morbidity. Understanding the role of viral and cellular genes leading to KS carcinogenesis is paramount to developing rationally designed therapies for KS. A collaboration between the Mesri and Goldschmidt labs has led to the identification of the Rac1 GTPase, a signaling mediator that triggers production of reactive oxygen species (ROS) by non-phagocytic NADPH-oxidase (NOX), as a potential major player in KS. We have found that expression of a constitutively-active Rac1 mutant (RacCA) driven by -smooth muscle actin (-SMA) promoter in transgenic mice led to the formation of lesions that strongly resemble those of Kaposi's sarcoma. Significantly, RacCA--SMA tumors revealed major transcriptome overlap with KS tumor biopsies. RacCA tumorigenesis was linked to male gender, and involved ROS activation of angiogenesis and cell proliferation. Furthermore, we found that AIDS-KS lesions and KSHV-infected tumors from our KS mouse model (mouse endothelial cell KSHV Bac36- mECK36) over-express Rac1 in all KSHV-infected (LANA+ve) cells. Moreover, we found that KS lesions and mECK36 lesions over-express key members of the NOX family and that mECK36 tumors upregulate NOX members in a KSHV dependent fashion. This led us to test the ability of N-acetyl cysteine (NAC), a well characterized antioxidant, to suppress mECK36 tumors in mice. We found that NAC prevented KSHV-induced tumor formation. Interestingly, we also found that NAC inibited VEGF, c-myc and viral gene expression in the mECK36 tumors through a mechanism involving platelet derived growth factor (PDGF) receptor and ligand downregulation. These data indicate that Rac1, NOX, ROS, and their downstream effectors are molecules actively involved in KS viral oncogenesis, and suggest that Rac1 signaling and oxidative stress could be attractive KS chemopreventive and therapeutic targets. We proposse to: Study mechanisms and role of Rac1 activation in KSHV oncogenesis (Aim 1), study the role of NADPH oxidase induction of ROS in KSHV oncogenesis (Aim 2) and to test the efficacy of pharmacologic ROS inhibition on prevention and treatment of RacCA and KSHV-induced tumors (Aim 3).